Purpose of LocalCos Sample Clauses

Purpose of LocalCos. As described in this Section 6, and consistent with advice provided by tax advisors and counsel, with the prior approval of GTC, IndiaCo will manage professionals to form one or more companies organized under the laws of countries in the Territory in which GTC intends to undertake business (each, a “LocalCo”). Except as the Parties mutually agree, during the Term, each LocalCo will be a special purpose company that engages in no business activities except to implement GTC’s rights and obligations pursuant to this Agreement. Except as the Parties mutually agree following the receipt of advice from tax advisors and counsel, Intellectual Property Rights filings for the relevant country, filings with Regulatory Authorities for the relevant country, contracts for Clinical Trials in the relevant country and contracts for manufacturing in the relevant country will be entered into by the applicable LocalCo, provided that filings also will be made by IndiaCo and/or other SMIG companies to reflect the licenses granted hereunder to SMIG, and SXXX’s other rights hereunder. As the counterparty to the foregoing filings and contracts, the applicable LocalCo will be obligated to make any payments required thereunder, and will receive any payments arising therefrom into a Two Signature Account (as defined below), provided that if the Third Person agrees to pay directly to SMIG any percentage of such payments allocable to SMIG, LocalCo may receive GTC’s share of such payments in an account that permits withdrawals only based on the signature of GTC’s designee.
Sample 1
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Related to Purpose of LocalCos

  • Purpose of Loan The Borrower undertakes with each Creditor Party to use the Loan only for the purpose stated in the preamble to this Agreement.

  • Purpose of Company The purpose of the Company is to engage in any lawful act or activity for which limited liability companies may be formed under the Act and to engage in any and all activities necessary or incidental thereto.

  • Purpose of Agreement I understand that the Company is engaged in a continuous program of research, development, production and marketing in connection with its business and that it is critical for the Company to preserve and protect its “Proprietary Information” (as defined in Section 7 below), its rights in “Inventions” (as defined in Section 2 below) and in all related intellectual property rights. Accordingly, I am entering into this Employee Invention Assignment and Confidentiality Agreement (this “Agreement”) as a condition of my employment with the Company, whether or not I am expected to create inventions of value for the Company.

  • Purpose of Loans The proceeds of the Loans shall be used to finance the working capital and general corporate needs of the Borrower and its Subsidiaries, including but not limited to acquisitions.

  • Purpose of Plan The Board of each Participating Fund maintains this Deferred Compensation Plan for Independent Directors and Trustees. The purpose of the Plan is to allow the independent directors and trustees of the Participating Funds to defer receipt of all or a portion of the compensation they earn for their service to the Participating Funds in lieu of receiving current payments of such compensation, and to treat any deferred amount as though an equivalent dollar amount had been invested in shares of one or more Eligible Funds. Each Board intends that the Plan shall be maintained at all times on an unfunded basis for federal income tax purposes under the Code. The Plan is not covered by the Employee Retirement Income Security Act of 1974, as amended.

  • IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an Account. When the Company opens an Account the Bank will ask for the depositor's name, address and other information that will allow the Bank to identify the depositor. The Bank may also ask to see other documents that substantiate the depositor's identity.

  • Purpose of the Agreement The purpose of this Agreement is to advance the interests of the Company by providing the Executive with an assurance of equitable treatment, in terms of compensation and economic security, in the event of an acquisition or other Change in Control of the Company. An assurance of equitable treatment will enable the Executive to maintain productivity and focus during a period of significant uncertainty that is inherent in an acquisition or other Change in Control. Further, the Company believes that agreements of this kind will aid it in attracting and retaining the highly qualified, high performing professionals who are essential to its success.

  • PROCEDURES SPECIFIC TO CUSTOM BASKETS The Fund has developed custom creation, redemption and other non-typical baskets (the “Custom Baskets”). Custom Baskets are intended to allow the Participant to transact in a Fund and other non-standard baskets using the Custom Basket process. The Custom Basket process allows for cash-in-lieu for certain securities as well as non-typical baskets and continues to settle through the standard CNS process at NSCC. It is the responsibility of the Participant to apply to the NSCC by contacting DTCC Participant Services at 000-000-0000 and the Transfer Agent at 000-000-0000 to allow them to receive Custom Baskets as well as the regular daily standard baskets (the “Standard Baskets”). To ensure proper tracking of a Fund to its benchmark index the following guidelines must be followed when transacting Custom Baskets:

  • Purpose; Incorporation by Reference of Auction Procedures and Settlement Procedures (a) On each Auction Date, the provisions of the Auction Procedures will be followed by the Auction Agent for the purpose of determining the Applicable Rate for the of APS, for the next Dividend Period therefor. Each periodic operation of such procedures is hereinafter referred to as an "Auction."

  • Purpose of the Company The purpose of the Company shall be to engage or participate in any lawful business activities in which a limited liability company formed in the State of Delaware may engage or participate.

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